Last Modified / Effective Date: November 20, 2017
YOU MUST BE THE AGE OF MAJORITY IN THE STATE IN WHICH YOU LIVE TO USE THIS WEBSITE. THESE TERMS CONTAIN WARRANTY DISCLAIMERS, LIMITATIONS OF LIABILITY, AND ARBITRATOIN PROVISIONS, INCLUDING YOUR AGREEMENT TO RESOLVE DISPUTES ARISING FROM YOUR USE OF THE PLATFORM THROUGH BINDING ARBITRATION ON AN INDIVIDUAL BASIS. PLEASE REVIEW THE ARBITRATION SECTION BELOW SINCE YOU ARE GIVING UP CERTAIN RIGHTS, SUCH AS THE RIGHT TO A JURY TRIAL AND THE RIGHT TO SUE AVVE IN A CLASS ACTION LAWSUIT.
WHAT IS AVVE? Avve provides a Website platform (“Platform”) for users to buy and sell products (“Product Sales”). Avve does not manufacture, purchase or sell any products offered on the Platform. Avve makes no representations or warranties regarding the products sold using the Platform, any content posted by sellers, the ability of any buyer to pay for the products purchased, or the legality of any product sold using the Platform. Avve is not responsible for the transfer of title of any products. IF YOU HAVE A LEGAL CLAIM RELATED TO A PRODUCT YOU PURCHASED OR SOLD USING THE PLATFORM, YOU MUST BRING THAT LEGAL CLAIM DIRECTLY AGAINST THE BUYER OR SELLER OF THE PRODUCT, NOT AGAINST AVVE.
BUYERS AND SELLERS. In these Terms, the terms “you,” “buyer,” “seller” and “user” all mean users of the Platform to whom these Terms apply. If two parties choose to buy and sell products on Avve to one another, they enter into a contract with each other using the Platform (“Sales Agreement”). Avve is not a party to the Sales Agreement. YOU AGREE THAT YOU WAIVE AND RELEASE AVVE FROM ALL CLAIMS THAT ARISE RELATED TO ANY (A) PRODUCTS PURCHASED OR SOLD USING THE PLATFORM; AND (B) DISPUTES WHICH MAY ARISE BETWEEN ANOTHER USER OF THE PLATFORM AND YOU.
PAYMENTS POLICY. Avve’s Payments Policy is a part of these Terms and can be found here: https://avve.com/payments. By using the Platform, you agree to comply with the Payments Policy. If you are a seller, you are required to pay certain fees to Avve and the payment providers made available through the Platform (“Payment Providers”), based on how many purchases are set-up and the percentage of fees made from buyers, which is further detailed in the Payments Policy (“Transaction Fees”). Please read the Payments Policy for more details.
USE RIGHTS. Avve grants to you a limited, non-transferable, nonexclusive, terminable right to use the Platform for Product Sales so long as you continue to comply with these Terms and all applicable laws relating to use of the Platform and the sale or purchase of products using the Platform.
YOUR ACCOUNT. To use the Platform for Product Sales, you must create an Avve user account through our Website by creating a user name and password (“Account”).
Choose Appropriate Names. You must use an appropriate user name, header image, seller logo and shop name (“Names”). Your Names cannot include profanity, offensive, pornographic, lude, or hateful language or images, infringe another’s Intellectual Property Rights (defined in Section 7), or contain any other language or image that Avve deems inappropriate, in its sole discretion. You should not use personal information, such as your name or email address, when creating your Names.
You Are Responsible for Your Account. You are responsible for the activities that occur under your Account. You are prohibited from sharing your Account with anyone else. Do not share your password with anyone. Use caution when using your Account on a shared computer or public network. You agree to immediately notify Avve of any breach, or suspected breach, of your Account.
Requirements for Access. You are responsible for any internet access, software, mobile data, or any other device or services needed to access the Website and use the Platform, at your own expense.
Payment Information. Avve does not take payments from buyers and does not have access to your payment information. However, you must provide payment information to your chosen Payment Provider made available through the Platform. The Payment Providers may store your payment information. You are solely responsible for all payments, fees, fines and taxes that occur through your Account. Please see the Payments Policy for more details.
SAFETY WHEN USING THE PLATFORM. Although Avve strives to provide a safe Platform for its users, Avve does not pre-screen its users or undertake background checks regarding its users. Buyers and sellers use the Platform at their own risk. We urge you to take caution when exchanging personal information with another user. We do not recommend that you meet another user in person for a transaction. Avve does not make any representations or warranties about the reputability or reliability of any particular seller or buyer.
AVVE’S INTELLECTUAL PROPERTY. The Website, the Platform, and their features and functionality, are owned and operated by Avve. The Website and the Platform are subject to Avve’s Intellectual Property Rights. Except for the rights granted to you to use the Platform as described in these Terms, Avve reserves all other ownership rights in the Website and the Platform, including all related Intellectual Property Rights. “Intellectual Property Rights” mean all copyrights, trade names, service marks, patents, trade secrets, Marks (defined below), as well as any related applications, registrations, moral rights, or common law rights on a worldwide basis.
AVVE TRADEMARKS. Avve owns certain U.S. trademarks. You do not have the right to use Avve’s trademarks, names, logos, insignia or service marks (“Marks”), except as expressly set forth in these Terms, without a separate express written agreement with Avve. You shall not use Avve’s Marks in any manner that is likely to cause confusion.
REFERENCE TO AVVE’S NAME AND LOGO. You may use the Avve name to refer to the fact that you sell products on Avve (e.g., “I sell chairs on Avve”), so long as you: (a) do not mislead anyone as to an affiliation between Avve and you; (b) you spell “Avve” correctly; and (c) you discontinue use of Avve’s name immediately upon request from Avve.
Even if you sell on the Platform, this does not mean that Avve sponsors your product and you shall not suggest that there is any sponsorship or affiliation between Avve and you.
WHAT GOODS CAN YOU BUY AND SELL? You may only use this Platform to buy and sell personal property. You may not sell or offer services on Avve. You are prohibited from selling any Prohibited Items, as defined in Section 11.
PROHIBITED ITEMS. There are certain items that Avve forbids you to buy or sell through the Platform (“Prohibited Items”). Avve makes a reasonable effort to stop sellers from posting Prohibited Items for sale on the Platform, but Avve cannot stop every instance of such an offer. You may not assume that because a product is listed on the Website that it is not a Prohibited Item. A list of the Prohibited Items is attached here: https://stripe.com/us/prohibited-businesses..
YOUR CONTENT. You own any information, item descriptions, reviews, pictures or other content which you post to sell a product using the Platform, and any feedback or questions you might provide to Avve (“Your Content”).
Guarantees About Your Content. You promise you own or have all rights necessary to use Your Content, and that Your Content is non-confidential information. You promise that Your Content is true and accurate and your communications with other users and Avve will be true and accurate. Your Content will be treated by Avve as non-confidential.
Avve’s Use of Your Content. You grant to Avve a perpetual, nonexclusive, royalty-free, irrevocable, unrestricted, worldwide, transferable right and license to use, distribute, display, copy, perform, modify, store, create derivate works from and transfer Your Content, in any format, and on or through any medium, for the following purposes: (i) to promote Avve, (ii) to promote Your Content, (iii) to provide the Platform to the buyers and sellers, and (iv) to improve Avve’s Website and Platform. You retain all copyrights in and to Your Content, if any.
Removal of Your Content. Avve may remove any of Your Content from the Platform for any reason, with or without notice to you. For example, Avve may remove Your Content if Avve believes that Your Content or your activities on the Platform violate these Terms, violate applicable law, or if Your Content is offensive, hateful, abusive, derogatory, obscene or otherwise inappropriate, as determined in Avve’s sole discretion. Avve shall not be liable to you or any other person or entity for the removal of Your Content from the Platform.
MONITORING YOUR ACTIVITIES. Avve may monitor the activities that occur under your Account. Avve may store or disclose information about your activities and Your Content for purposes such as: (a) to enforce these Terms or pursue other legal remedies, (b) to protect the rights, privacy or property of Avve or anyone else, (c) to respond to valid legal process, and (d) to provide or improve the Platform.
COPYRIGHT INFRINGEMENT. You shall not infringe the Intellectual Property Rights of Avve or any other person or entity when you use the Platform. Avve may remove all or a portion of Your Content if Avve believes in good faith it infringes or misappropriates the Intellectual Property Rights of any person or entity. AVVE WILL TERMINATE YOUR ACCOUNT IF YOUR ARE A REPEAT COPYRIGHT INFRINGER.
If you (a) have a claim for copyright infringement, or (b) believe that your materials were incorrectly removed from the Platform due to an inaccurate claim for copyright infringement, please contact the following Avve registered agent: email@example.com.. For more information on Avve’s policy for addressing claims for copyright infringement, please see Avve’s Digital Millennium Copyright Act Policy at: www.dmca.com.
15. TERMS SPECIFIC TO SELLERS.
Legal Authorization to Sell. Sellers must own or have the right to sell and transfer title to the products they sell using the Platform. By using the Platform to sell your product(s), you represent and warrant to Avve that you solely own all legal rights, title and interest in the products that you are selling and that the products were not stolen. You must honor any sales made through the Platform at the prices stated in your posting. Sales Agreements between buyers and sellers are binding legal contracts.
True and Accurate Descriptions. Sellers must post accurate, truthful and complete descriptions and pictures of any products posted for sale using the Platform. Sellers shall not post misleading or inaccurate descriptions or pictures of products. Sellers shall not purposely omit information relevant to a sale/purchase of a product that could potentially mislead a buyer (e.g., selling a cell phone with water damage without mentioning the water damage). A seller’s description must indicate whether a product is new, used or refurbished.
Returns. When you sell products using the Platform, you must clearly indicate whether you accept returns and provide refunds for returns. Even if your general policy is that you do not accept returns and provide refunds, you shall offer and provide full refunds to buyers in the event: (i) it is required by applicable law, or (ii) you sell any product with an inaccurate, untruthful or incomplete description, so long as the buyer returns the product to you in substantially the same condition as you shipped it, within a reasonable time frame.
Other Seller Guidelines. Sellers should promptly respond to buyer’s questions. As a seller, you must clearly set forth all applicable terms and conditions for each product sold using the Platform, as permitted by the technology of the Platform. Pricing for all products, including applicable fees and taxes, the down payment amount, the set-up fee (if any), any cancellation fee or restocking fee (if any), and the relevant shipping costs (if any), must be clearly stated in the Platform. In the event there is a conflict between any of the terms, conditions or policies on the “seller’s page settings” page or “terms settings” page and these Terms, these Terms will control.
Prompt Shipment of Products. On the “seller’s page settings” page, sellers must clearly explain their shipping and handling timing, policies and pricing for each product posted. Sellers must promptly ship all products purchased by a buyer, in accordance with the shipping policies described on the “seller’s page settings” page, upon timely payment in full by the buyer. Avve has certain rules about a seller’s shipping practices which sellers must comply with and can be found in the Payment Policy here: https://avve.com/payments .
Creating Your Shop. Details for how to create your shop on the Platform can be found in the FAQ: https://avve.com/faq. You shall not use offensive, vulgar, libelous, hate speech, or any other inappropriate language, pictures, videos, music or content on your shop pages. You shall not post any language, pictures, videos, music or other content that infringes the Intellectual Property Rights of any other person or entity on your shop pages.
Misuse of the Platform. You are prohibited from any activity that is intended to avoid, or results in, your use of the Platform as a seller without your actual payment of Transaction Fees. For example, you shall not use the Platform to direct buyers to purchase directly from you by linking to your personal website on Avve. You may not provide a link to any website outside of Avve on your Avve shop. You are prohibited from listing a product for sale using the Platform and receiving payment outside the Platform for the same, similar or related products.
16. TERMS SPECIFIC TO BUYERS.
Pay For What You Purchase. As a buyer, you are solely responsible for timely payment for all products you purchase using the Platform. Avve has no responsibility for payment for any products sold through the Platform.
Do Not Circumvent the Platform. You are prohibited from using the Platform in any way that is contrary to, or circumvents the intended purpose of, the Platform. For example, you are prohibited from purchasing your own products. You are also prohibited from buying the same or similar products outside of the Platform that were offered for sale using the Platform in order to help a seller avoid paying Transaction Fees or in exchange for a lower fee.
Seller Terms. As a buyer, you should comply with the seller’s terms, conditions and policies on their shop. You should carefully read a seller’s terms and conditions to ensure you meet all requirements before making a purchase, and not purchase any products for which you do not, or cannot, comply with the seller’s terms and conditions.
USE OF OTHERS’ PERSONAL INFORMATION. If you are a buyer or seller, you may have access to other buyers’ and sellers’ personal information, such as names, addresses, phone numbers, and email addresses to the extent necessary to transact sales and purchases through the Website.
Minimal Use of Personal Information. You may only use the personal information of other users which you obtain in the course of your use of the Platform to the minimum extent necessary to complete the applicable sale or purchase of products using the Platform.
Do Not Exploit Personal Information. You may not commercially exploit other users’ personal information, use it to solicit further sales or purchases, or use it to spam any users.
Comply With Laws. You must use all other users’ personal information in accordance with applicable laws. You shall keep any personal information of other users confidential, except as is minimally necessary to accomplish the transaction for which the personal information was provided to you, or as agreed to in writing by the applicable user.
18. ACCEPTABLE USE POLICIES.
Compliance With Laws. You must comply with all applicable international, federal, state and local laws when using the Platform. You are solely responsible for the legality of the purchases and sales you make through the Platform.
U.S. Dollars. You may only buy and sell products in exchange for U.S. dollars using the payment methods provided on this Website.
Use for Intended Purpose Only. You shall only use the Platform for its intended purpose – the buying and selling of products.
Authority. If you are using the Platform on behalf of a business entity, you warrant that you have the legal right to agree to these Terms on behalf of that business entity.
Anti-Virus. You must use up-to- date, commercially standard, anti-Virus software on any computer or device used to access the Platform. “Virus(es)” means computer viruses, Trojan Horses, malware, time-bombs, time-outs, ransomware, backdoors, or any mechanism that allows remote or unauthorized access, copy prevention, deletion, disabling, modification, corruption, or anything similar to data, software, the Website, or a computer network.
Eighteen (18) Years Old. You must be at least eighteen (18) years old (or the age of majority in your state) to buy or sell products using the Platform, or otherwise use the Website. If you are under the age of eighteen (18), stop using the Website immediately.
Use Within the U.S. This Website is operated from the United States. You are prohibited from selling or buying any products to or from outside of the United States using the Platform. Avve does not guarantee that the Platform will be permitted or available in any particular geographic area, country or jurisdiction.
19. PROHIBITIONS. You shall not, nor permit any third party to:
20. THIRD PARTY CONTENT.
Third-Party Content Provided for Your Convenience. The Website may contain links to third-party websites or third-party content for your convenience (“Third-Party Content”). The presence of Third-Party Content does not mean that Avve endorses the Third-Party Content or that there is any association between Avve and any third party. You access Third-Party Content at your sole risk. Avve has no responsibility for any Third-Party Content.
Third-Party Terms. You are subject to any third-party terms, conditions and policies when you visit a third-party website, such as social media websites, even if linked through the Website. Third parties might use your data and personal information differently than Avve, so it is important that you read and understand any third-party privacy policies.
Third-Party Intellectual Property. Nothing in these Terms grants you any rights to any Third-Party Content.
SOCIAL MEDIA. Links to Avve’s social media pages (e.g., Facebook, Twitter) can be found on the Website (individually and collectively, “Social Media Pages”).
Purpose. Avve’s Social Media Pages are intended to provide a place for you to learn more about Avve and its Platform. We look forward to an open and honest dialogue with you on our Social Media Pages, but remember, anyone can post on Social Media Pages; therefore, posts do not necessarily reflect the views of Avve.
Your Posts on Social Media. We will treat your posts on our Social Media Pages the same way that we treat Your Content. We may or may not review any content you post on our Social Media Pages. We will remove anything that we deem offensive, inappropriate or inconsistent with the vision of Avve posted on our Social Media Pages. We may work with third-party service providers of the Social Media Pages to block users who are being offensive, abusive, disruptive or otherwise violating these Terms or applicable laws.
Our Posts on Social Media. If Avve follows, likes, re-tweets, favorites, shares, re-posts or does any other similar action to any user’s content on its Social Media Pages, that is not an endorsement of that third party or any product, service or company they represent.
LINKING TO THE WEBSITE. You may provide a link to this Website on your website so long as you follow these rules:
Avve reserves the right to request that you remove a link to the Website from your website and you shall do so immediately upon request. You shall be responsible for all costs and expenses incurred by Avve in enforcing the removal of its Website link from your website.
When a copyright owner’s work is being infringed on or through a service provider’s service, the copyright owner may send a notification of claimed infringement (often referred to as a “takedown notice”) to the service provider’s designated agent. For takedown notices to be legally effective, they must be provided to a service provider’s designated agent in writing and include substantially the following:
17 U.S.C. § 512(c)(3)(A). Upon receipt of a compliant takedown notice, a service provider must respond expeditiously to remove, or disable access to, the material that is claimed to be infringing or to be the subject of the infringing activity. If a service provider fails to do so, it may lose its safe harbor protection and be subject to an infringement suit.
Closing Your Account. If you wish to close your Account with us, you must email Help@Avve.com. You are required to pay any outstanding bills due to Avve even if you close your Account. Please complete any transaction in progress before you close your Account.
If you have any transactions in progress at the time you close your Account, such transactions will be terminated and the applicable termination, cancellation and restocking terms will apply as described further in the Payments Policy and the Sales Agreement between the buyer and seller.
If a seller terminates his / her Account and therefore all of that seller’s in progress transactions terminate, then the seller must refund to all buyers with transactions in progress the fees previously collected for unsold products. The seller is not permitted to keep a cancellation / re-stocking fee unless termination occurs due to a breach by the buyer.
If a buyer terminates his / her Account and therefore all of that buyer’s in progress transactions terminate, the buyer is nonetheless liable for any cancellation / restocking fees in any Sales Agreement(s) between such buyer and seller(s).
Termination of Your Account. If you violate applicable laws or these Terms, you are immediately prohibited from further use of the Platform. Avve may suspend or terminate your Account or your access to the Website or Platform, in whole or in part, temporarily or permanently, for any reason in Avve’s sole discretion, with or without notice to you. Without limiting the generality of the previous sentence, Avve may suspend or terminate your Account or your access to the Website or Platform in the event you violate applicable laws or these Terms. Avve may terminate your Account if you repeatedly cancel transactions that you enter into using the Platform.
If Avve terminates a seller’s Account, and therefore all of that seller’s in progress transactions terminate, then the seller must refund to all buyers with transactions in progress the fees previously collected for unsold products. The seller is not permitted to keep a cancellation / re-stocking fee.
If Avve terminates a buyer’s Account and therefore all of that buyer’s in progress transactions terminate, the buyer is nonetheless liable for any cancellation / restocking fees in any Sales Agreements agreed to between such buyer and seller(s).
Warnings. In the event Avve chooses to provide you with a warning or a request to fix your violation instead of an immediate termination, this is not a waiver of Avve’s right to terminate your Account at any time, but is instead a courtesy extended to you for the efficient operation of Avve’s business.
DISCONTINUING THE PLATFORM. Avve may suspend or terminate the Platform, in whole or in part, at any time in its sole discretion for any reason.
EFFECT OF TERMINATION. If Avve suspends or terminates the Platform or your Account, Avve has no obligation to provide any data or information to you, including Your Content, so you are advised to back up any important information. Avve may continue to use and/or store certain information and data about you and your Account after termination of your Account. In the event the Platform or your Account is terminated, you remain obligated to pay Avve any outstanding fees, and you consent to the automatic charging of your chosen payment method on file for any outstanding fees owed by you at termination, without further notice to, or consent from, you.
NO LIABILITY FOR SUSPENSION OR TERMINATION. Avve shall not be liable to you or anyone else for any damages arising from or related to Avve’s suspension or termination of your Account, your access to the Website or Platform, or in the event Avve modifies, discontinues or restricts the availability of the Website or the Platform.
COOPERATION WITH LAW ENFORCEMENT. Avve will cooperate with law enforcement if you are suspected of having violated applicable laws. YOU WAIVE AND HOLD AVVE AND ITS REPRESENTATIVES HARMLESS FOR ANY COOPERATION WITH, OR DISCLOSURE OF YOUR INFORMATION TO, LAW ENFORCEMENT RELATING TO YOUR SUSPECTED VIOLATION OF APPLICABLE LAWS.
WARRANTY DISCLAIMERS. AVVE PROVIDES THE WEBSITE AND THE PLATFORM ON AN “AS IS” AND “AS AVAILABLE” BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, AVVE EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES WITH REGARD TO THE WEBSITE AND THE PLATFORM, BOTH EXPRESS AND IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND TITLE.
WITHOUT LIMITING THE FOREGOING, AVVE MAKES NO REPRESENTATIONS OR WARRANTIES:
THAT THE WEBSITE OR PLATFORM WILL MEET YOUR NEEDS OR BE AVAILABLE OR PERMITTED IN ANY PARTICULAR AREA
THAT AVVE WILL CONTINUE TO SUPPORT OR PROVIDE ANY PARTICULAR FEATURE OF THE WEBSITE OR PLATFORM
THAT THE WEBSITE OR PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE
THAT THE WEBSITE OR PLATFORM WILL BE FREE FROM VIRUSES, HACKING OR INTERRUPTION; AND
AS TO THE ACCURACY, COMPLETENESS, SECURITY, TIMELINESS, RELIABILITY, QUALITY, SAFETY OR AVAILABILITY OF THE WEBSITE OR PLATFORM.
LIMITATION OF LIABILITY. AVVE, ITS AFFILIATES, AND THEIR DIRECTORS, OFFICERS, MEMBERS, EMPLOYEES, AGENTS, CONTRACTORS, LICENSORS, SUCCESSORS AND ASSIGNS (“REPRESENTATIVES”), SHALL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, LIQUIDATED, EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR FOR CLAIMS FOR LOST PROFITS, LOST TIME, LOST DATA, LOST REVENUE, LOSS OF USE, LOSS OF GOODWILL, COST OF SUBSTITUTE GOODS, PRODUCTS OR SERVICES, OR FOR ANY OTHER TYPES OF ECONOMIC LOSS, IN CONNECTION WITH THE PURCHASE OR SALE OF PRODUCTS USING THE PLATFORM OR IN CONNECTION WITH THE OPERATION OR USE OF THE WEBSITE OR PLATFORM, OR THE INABILITY TO ACCESS EITHER, REGARDLESS OF THE FORM OF ACTION, WHETHER AN ACTION IN CONTRACT, TORT, STRICT LIABILITY, PRODUCT LIABILITY, NEGLIGENCE OR OTHERWISE.
AVVE’S AND ITS REPRESENTATIVES’ AGGREGATE LIABILITY TO YOU IN CONNECTION WITH PROVIDING THE WEBSITE AND THE PLATFORM, OR YOUR INABILITY TO ACCESS EITHER, SHALL NOT EXCEED U.S.$100.00.
THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION APPLY EVEN IF AVVE WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF ANY REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE. HOWEVER, IF ANY STATE LAW THAT PROHIBITS THE EXCLUSION OF CERTAIN DAMAGES APPLIES TO YOU, YOU MAY HAVE ADDITIONAL RIGHTS BY OPERATION OF LAW.
DISPUTES WITH OTHER USERS. Avve does not provide a dispute resolution process for disputes arising between buyers and sellers. Avve encourages buyers and sellers to amicably resolve disputes amongst themselves through good faith negotiation. Disputes between buyers and sellers may alternatively be submitted to the applicable Payment Provider, depending upon each such Payment Provider’s applicable Third-Party Terms. If you have a dispute regarding a payment, payment method or Payment Provider, you should submit that dispute directly to the applicable Payment Provider. Avve may, but is not obligated to, intervene in transactions or disputes in order to facilitate the Platform or for other customer service reasons.
DISPUTES WITH AVVE – ARBITRATION. Both parties agree to resolve any disputes arising under these Terms or relating to the Website or the Platform through binding arbitration, on an individual basis, as set forth below.
WAIVER. YOU UNDERSTAND AND AGREE THAT BY AGREEING TO BINDING ARBITRATION, YOU ARE GIVING UP YOUR RIGHT TO A TRIAL BY JURY. YOU UNDERSTAND AND AGREE THAT BY AGREEING TO BINDING ARBITRATION ON AN INDIVIDUAL BASIS, YOU MAY NOT BRING A CLAIM AGAINST AVVE IN A CLASS ACTION LAWSUIT, AND THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN ONE OR MORE PERSON’S OR PARTY’S CLAIMS IN A CLASS OR PROCEEDING. In the event a court determines that the foregoing is unenforceable, then such claim must be severed from the arbitration and brought in court, subject to Avve’s right to appeal. B. Good Faith Discussions. You and Avve must first attempt to resolve any dispute by good faith discussions or email. If the parties cannot resolve a dispute with good faith discussions, then either party may submit the dispute to binding arbitration as set forth in these Terms.
Rules. You and Avve agree that arbitration will be conducted by the American Arbitration Association (“AAA”) in accordance with its Consumer Arbitration Rules, then in effect and as amended herein (the “Rules”). The Rules can be found at: https://www.adr.org/Rules. You and Avve agree that this agreement to arbitrate involves a transaction of interstate commerce and therefore the Federal Arbitration Act will govern the interpretation and enforceability of this agreement to arbitrate.
Initiating a Claim. The party desiring to initiate arbitration must provide the other party a Demand for Arbitration in accordance with the Rules and the parties will thereafter mutually agree upon the arbitrator. If the parties cannot agree upon the arbitrator within ten (10) days, an arbitrator will be appointed in accordance with the Rules.
Arbitrator. Arbitration shall be before one (1) arbitrator who shall have exclusive authority to resolve any disputes arising under these Terms or with regard to the Website or the Platform, including as to the enforceability and/or formation of this agreement to arbitrate made between you and Avve.
Location. You agree that arbitration shall take place exclusively in Wilmington, Delaware. However, where the disclosed claims or counterclaims do not exceed $25,000, the dispute may be resolved by the submission of documents only/desk arbitration (see the Rules for more details). Either party may, however, ask for a hearing, or the arbitrator may decide a hearing is necessary.
Time Limit. Any claim by you arising in connection with the Platform must be commenced by you within one (1) year of the dispute giving rise to the claim. H. Confidentiality. The arbitration and information disclosed during arbitration may not be disclosed to any third-party except as required by law. The parties will not make any comments or announcements to the public about the subject matter or outcome of any arbitration.
Changes to this Agreement to Arbitrate. If Avve modifies this arbitration provision, you may reject that change by sending Avve written notice within thirty (30) days of our posting of the change, in which case we will terminate your Account.
The Arbitrator’s Decision. The arbitrator’s decisions and judgement will be final and binding on the parties, but will have no precedential effect. The arbitrator shall not have the authority to award damages outside of those set forth in these Terms.
Costs and Expenses. Each party shall pay their own expenses and fees, including their own attorneys’ fees, arising from arbitration, unless the arbitrator determines that your claims were improper or frivolous, in which case the arbitrator may require you to reimburse us for certain fees and expenses in accordance with the Rules.
Exceptions. Notwithstanding anything to the contrary in this Section, you and Avve each retain the right to bring an individual action in small claims court and the right to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s Intellectual Property Rights.
CALIFORNIA CONSUMER RIGHTS. Under California Civil Code Section 1798.83, California residents have the right to obtain: (a) a list of all third parties that we may have disclosed your personal information to within the past year for direct marketing purposes; and (b) a description of the categories of personal information disclosed. To obtain such information, please email your request to firstname.lastname@example.org.
Severability. In the event any provision of these Terms is found invalid or unenforceable, such provision will be interpreted to fulfill its intended purpose to the maximum extent permitted by applicable law, and if that is not possible, such provision shall be severed and the remaining provisions shall continue in full force and effect.
No Waiver. No waiver by Avve of a breach of these Terms will be considered a waiver of any other breach of these Terms.
Assignment. Avve may assign these Terms, in whole or in part, without notice to, or consent from, you. You may not assign or transfer these Terms or any of your rights or obligations under these Terms without the express prior written consent of Avve. These Terms will inure to the benefit of Avve and its licensees, successors and assigns.
Choice of Law. These Terms, and any disputes relating to the Website or the Platform, shall be governed by the laws of the State of Delaware, U.S., without regard to conflict of laws principles. The Uniform Computer Information Transactions Act is not applicable to these Terms.
Notices. Avve may provide notices to you by using any contact information provided by you or through your Account, or by posting such notices to the Website. Any notices you provide to Avve must be made to:
697 Grand Street, Suite 242
New York, New York 11211
CHANGES TO TERMS. AVVE MAY MODIFY THESE TERMS BY POSTING MODIFICATIONS ON THE WEBSITE. YOU AGREE TO PERIODICALLY CHECK THE WEBSITE FOR ANY MODIFICATIONS TO THESE TERMS. YOUR CONTINUED USE OF THE WEBSITE OR PLATFORM AFTER THE POSTING OF ANY MODIFICATIONS CONSTITUTES ACCEPTANCE OF SUCH UPDATED TERMS.
DMCA: Digital Millennium Copyright Act Policy
Avve is committed to protecting the Intellectual Property Rights of others. When you post content on our Platform, you may be posting content which is subject to U.S. copyright protection. A copyright provides legal protection to persons who make original creative works, such as writings, photographs, graphics or software.
We have registered under the Digital Millennium Copyright Act (“DMCA”) so that if a copyright owner notifies us that they believe content posted on our Website infringes your Intellectual Property Rights, we can evaluate the notification and respond to the request. If we receive a valid notification of alleged copyright infringement, we will remove the content and take reasonable steps to contact the owner of the removed content so that owner can respond with a counter-notification.
If we receive a valid counter-notification, we will repost the content unless we receive notice from the original person or entity that provided notice of alleged infringement that a legal action has been filed seeking a court order to restrain the alleged infringer from engaging in the infringing activity.
If you believe that content on our Platform violates your copyrights, you must provide us written notification by fax, overnight mail or regular U.S. mail to our DMCA Agent, at: Avve, Inc.
697 Grand Street, Suite 242
New York, New York 11211
(Attn: DMCA Agent c/o Legal Department)
Phone: (notices may not be by phone) 917-512- 5075
Your notice must contain the following information:
A. Identification of the creative work you claim is infringed and a statement that you own that creative work;
B. A description of the materials you claim are infringing your copyrights, and that it be removed or disabled, providing us detailed information reasonably sufficient to permit us to locate the material;
C. Information sufficient to permit us to contact you, such as an address, telephone number and email address;
D. A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent or the law;
E. The following statement: “I have a good faith belief that the use of the copyrighted materials described above and contained on the Website is not authorized by the copyright owner, its agent or by protection of law”;
F. A statement, under penalty of perjury, that the information in the notification is accurate and that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
G. Your physical or electronic signature (i.e., “/s/ [print name]”); and H. Your acknowledgment and agreement that the DMCA provides that you may be liable for damages (including costs and attorneys’ fees) if you falsely claim that materials infringe your copyrights.
Counter Notifications. If we take down your content as a result of receiving a DMCA notification, you may respond by sending us a DMCA counter-notification. The counter- notification must include the following:
A. A list of the material that was removed by Avve, and the location of the material before it was removed, with sufficient detail so we may identify and locate that content;
B. Your name, address, telephone number and email address;
C. A statement that you consent to the jurisdiction of U.S. Federal District Court for the judicial district in which you reside (or New York, New York if your address is outside of the United States);
D. A statement that you will accept service of process from the person who provided notification to us of the alleged infringement or an agent of such person;
E. State the following: “I swear, under penalty of perjury, that I have a good faith belief that the material identified above was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled”; and
F. Your physical or electronic signature (i.e., “/s/ [print name]”).
Send the written counter-notice to our designated DMCA Agent via fax or mail to:
Avve, Inc. (Attn: DMCA Agent c/o Legal Department)
Phone: (notices may not be by phone)